Filing Details
- Accession Number:
- 0001104659-18-061380
- Form Type:
- 13D Filing
- Publication Date:
- 2018-10-10 16:30:27
- Filed By:
- Kevin Glazer Irrevocable Exempt Trust
- Company:
- Manchester United Plc (NYSE:MANU)
- Filing Date:
- 2018-10-10
- SEC Url:
- 13D Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
Kevin Glazer Irrevocable Exempt Family Trust | 0 | 20,899,366 | 0 | 20,899,366 | 20,899,366 | 34.0% |
Kevin E. Glazer | 0 | 20,899,366 | 0 | 20,899,366 | 20,899,366 | 34.0% |
KEGT Holdings | 0 | 3,765,392 | 0 | 3,765,392 | 3,765,392 | 8.5% |
| UNITED STATES |
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| SECURITIES AND EXCHANGE COMMISSION |
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| Washington, D.C. 20549 |
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| SCHEDULE 13D |
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(Rule 13d-101)
Information to be Included in Statements Filed Pursuant to § 240.13d-1(a) and
Amendments Thereto Filed Pursuant to § 240.13d-2(a)
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
MANCHESTER UNITED PLC
(Name of Issuer)
Class A ordinary shares, par value $0.0005 per share
(Title of Class of Securities)
G5784H106
(CUSIP Number)
c/o Manchester United plc
Old Trafford
Manchester M16 0RA
United Kingdom
+44 (0) 161 868 8000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 8, 2018
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. G5784H106 | 13D |
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| 1 | Names of Reporting Persons | |||
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| 2 | Check the Appropriate Box if a Member of a Group | |||
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| (a) | o | ||
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| (b) | o | ||
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| 3 | SEC Use Only | |||
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| 4 | Source of Funds | |||
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| 5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |||
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| 6 | Citizenship or Place of Organization | |||
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Number of | 7 | Sole Voting Power | |||
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8 | Shared Voting Power | ||||
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9 | Sole Dispositive Power | ||||
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10 | Shared Dispositive Power | ||||
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| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person | |||
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| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares o | |||
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| 13 | Percent of Class Represented by Amount in Row (11) | |||
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| 14 | Type of Reporting Person | |||
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CUSIP No. G5784H106 | 13D |
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| 1 | Names of Reporting Persons | |||
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| 2 | Check the Appropriate Box if a Member of a Group | |||
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| (a) | o | ||
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| (b) | o | ||
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| 3 | SEC Use Only | |||
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| 4 | Source of Funds | |||
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| 5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |||
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| 6 | Citizenship or Place of Organization | |||
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Number of | 7 | Sole Voting Power | |||
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8 | Shared Voting Power | ||||
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9 | Sole Dispositive Power | ||||
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10 | Shared Dispositive Power | ||||
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| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person | |||
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| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares o | |||
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| 13 | Percent of Class Represented by Amount in Row (11) | |||
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| 14 | Type of Reporting Person | |||
2
CUSIP No. G5784H106 | 13D |
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| 1 | Names of Reporting Persons | |||
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| 2 | Check the Appropriate Box if a Member of a Group | |||
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| (a) | o | ||
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| (b) | o | ||
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| 3 | SEC Use Only | |||
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| 4 | Source of Funds | |||
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| 5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |||
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| 6 | Citizenship or Place of Organization | |||
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Number of | 7 | Sole Voting Power | |||
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8 | Shared Voting Power | ||||
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9 | Sole Dispositive Power | ||||
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10 | Shared Dispositive Power | ||||
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| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person | |||
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| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares o | |||
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| 13 | Percent of Class Represented by Amount in Row (11) | |||
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| 14 | Type of Reporting Person | |||
3
CUSIP No. G5784H106 | 13D |
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Explanatory Note
This Amendment No. 3 to Schedule 13D (Amendment No. 3) amends and supplements the Statement on Schedule 13D filed with the United States Securities and Exchange Commission on August 23, 2013 (as amended to date, the Statement), relating to Class A ordinary shares, par value $0.0005 per share (the Class A ordinary shares) of Manchester United plc, a Cayman Islands company (the Issuer). Capitalized terms used herein without definition shall have the meaning set forth in the Statement.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 of the Statement is hereby amended and supplemented as follows:
As described in Item 4, on October 8, 2018, KEGT Holdings LLC (the LLC) transferred 822,080 Class B ordinary shares to the Kevin Glazer Irrevocable Exempt Family Trust (the Trust) for no consideration in an estate planning transaction.
Item 4. Purpose of Transaction.
Item 4 of the Statement is amended and supplemented by inserting the following information:
On October 8, 2018, the LLC transferred 822,080 Class B ordinary shares to the Trust for no consideration in an estate planning transaction.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby is amended and restated in its entirety as follows:
(a) (b)
The following sets forth, as of the date of this Statement, the aggregate number and percentage of Class A ordinary shares beneficially owned by each of the Reporting Persons, as well as the number of Class A ordinary shares as to which each Reporting Person has the sole power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition of, based 40,526,390 Class A ordinary shares outstanding as of September 4, 2018.
Reporting Person |
| Amount |
| Percent |
| Sole |
| Shared |
| Sole |
| Shared |
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Kevin Glazer Irrevocable Exempt Family Trust |
| 20,899,366 |
| 34.0 | % | 0 |
| 20,899,366 |
| 0 |
| 20,899,366 |
|
Kevin E. Glazer |
| 20,899,366 |
| 34.0 | % | 0 |
| 20,899,366 |
| 0 |
| 20,899,366 |
|
KEGT Holdings LLC |
| 3,765,392 |
| 8.5 | % | 0 |
| 3,765,392 |
| 0 |
| 3,765,392 |
|
4
CUSIP No. G5784H106 | 13D |
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The LLC and the Trust are the record holders of 3,765,392 and 17,133,974 Class B ordinary shares, respectively, which are convertible on a one-for-one basis into Class A ordinary shares at any time at the option of the holder. The Trust is the sole member of the LLC, and in such capacity may be deemed to beneficially own the shares held of record by the LLC. Kevin E. Glazer is a trustee of the Trust, and in such capacity may be deemed to beneficially own the shares held of record by the Trust and the LLC.
(c) Except as reported in Item 4 above, during the past 60 days none of the Reporting Persons has effected any transactions in the Class A ordinary shares of the Issuer.
(d) None.
(e) Not applicable.
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CUSIP No. G5784H106 | 13D |
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: | October 10, 2018 |
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| Kevin Glazer Irrevocable Exempt Family Trust | |||
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| By: | /s/ Kevin E. Glazer | ||
| Name: | Kevin E. Glazer | ||
| Title: | Trustee | ||
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| Kevin E. Glazer | |||
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| /s/ Kevin E. Glazer | |||
| Name: | Kevin E. Glazer | ||
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| KEGT Holdings LLC | |||
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| By: | Kevin Glazer Irrevocable Exempt Family Trust, its sole member | ||
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| By: | /s/ Kevin E. Glazer | ||
| Name: | Kevin E. Glazer | ||
| Title: | Trustee | ||
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